Ventas, Inc. · NYSE:VTR

Ventas — Merger or Acquisition (December 2011)

14 slides from Ventas's merger presentation, Dec 27, 2011

  1. Slide 1: Acquisition of Cogdell Spencer

    Acquisition of Cogdell Spencer December 2011

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of ex

  3. Slide 3: Key Highlights and Terms of the Transaction

    Key Highlights and Terms of the Transaction Total Investment at Close of $760-770 Million1 Before Anticipated Transaction Expenses $4.25 per share, all-cash, which represents an 8% premium to closing price on December 23, 2011 and a 13% premium to 30-day closing price average Financed through the as

  4. Slide 4: Cogdell: High-Quality, On-Campus MOB Portfolio Overview

    Cogdell: High-Quality, On-Campus MOB Portfolio Overview 44 Third Party MOBs Comprising 2 Million Square Feet Primarily hospital-owned Provides additional potential pipeline Acquired Property Management 72 High-Quality MOBs Comprising 4.2 Million Square Feet 68 stable, 2 in lease-up, 2 in development

  5. Slide 5: Cogdell: High-Quality, On-Campus MOB Portfolio Overview - Property Summary

    Cogdell: High-Quality, On-Campus MOB Portfolio Overview Property Summary (as of September 30, 2011) Number of Properties Net Rentable Square Feet Owned-Stabilized 68 3,834,767 Owned – Fill-up 2 113,627 In-Process Development 2 256,000 Unconsolidated 3 213,789 Managed for Third Parties 44 1,989,919 T

  6. Slide 6: Benefits of the Transaction

    Benefits of the Transaction Immediately Accretive to Normalized FFO / Share by 3-5¢ Low- to Mid- 7% Property NOI Cap Rate3; > $200 per Square Foot3 Balance Sheet and Liquidity Remain Strong Pro Forma Net Debt / EBITDA ~5x Sufficient Liquidity to Fund Transaction Diversifies Enterprise, Scales Lillib

  7. Slide 7: Expanded MOB Presence in Both New and Existing States

    Expanded MOB Presence in Both New and Existing States1 As of 9/30/11, pro forma for Cogdell and additional Q4 2011 MOB acquisitions. Cogdell Presence Both Platforms Current Ventas / Lillibridge Presence Adds Scale in Attractive Southeast Market Current Ventas / Lillibridge Presence NHP / PMB Platfor

  8. Slide 8: Building on Strategic Plan to Grow MOB Portfolio

    Building on Strategic Plan to Grow MOB Portfolio Growth in the Ventas MOB Platform High-Quality MOB Investments Closed in Q4 2011 – $168 Million, Average Yield 7.3% Grows portfolio to 300+ stable cash flowing MOBs Leading MOB business in the US Fully integrated owner, property manager, developer and

  9. Slide 9: Excellent Tenant/Operator Diversification

    Excellent Tenant/Operator Diversification NOI by Tenant/Operator for Ventas Standalone vs. Ventas + Cogdell Combined Current1 Ventas NOI figures based on annualized third quarter NOI, assuming all events occurred at the beginning of the period. Combined company statistics include Cogdell and additio

  10. Slide 10: Industry Leading Diversified NOI

    Industry Leading Diversified NOI NOI by Asset Class For Ventas Standalone vs. Ventas + Cogdell Combined Current1 Combined Company1 Ventas NOI figures based on annualized third quarter NOI, assuming all events occurred at the beginning of the period. Combined company statistics include Cogdell and ad

  11. Slide 11: Low Medical Office Building Supply and Increasing Demand

    Low Medical Office Building Supply and Increasing Demand Favorable Outlook Source: Green Street Advisors. December 2011. Source: Marcus and Millichap. “Medical office buildings enjoy a stable, needs-based demand” – Green Street Advisors, December 2011 Superior MOB Supply and Demand Fundamentals Incr

  12. Slide 12: The Acquisition of Cogdell Spencer: Accretive to Ventas Shareholders

    The Acquisition of Cogdell Spencer: Accretive to Ventas Shareholders and Represents Attractive Valuation All-Cash Transaction Provides Premium to Cogdell Shareholders Separation of MOBs from Design-Build and Development Business Creates Certainty MOB stable cash flows in REIT Design-build and develo

  13. Slide 13: Additional Information about the Proposed Transaction and Where to Find It

    Additional Information about the Proposed Transaction and Where to Find It This document does not constitute the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed transaction, Cogdell expects to prepare and file with the Securit

  14. Slide 14: December 2011

    December 2011

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